Clear Channel Outdoor Holdings, Inc., a Delaware corporation (“Clear
Channel Outdoor Holdings”), announced today the pricing of the
$500,000,000 aggregate principal amount of Series A Senior Notes due
2017 and $2,000,000,000 aggregate principal amount of Series B Senior
Notes due 2017 (collectively, the “Notes”) offered by its indirect,
wholly-owned subsidiary, Clear Channel Worldwide Holdings, Inc., a
Nevada corporation (“Clear Channel Worldwide”).
Clear Channel Outdoor Holdings, Clear Channel Outdoor, Inc., a Delaware
corporation and wholly-owned subsidiary of Clear Channel Outdoor
Holdings (“CCOI”), and certain other existing and future domestic
subsidiaries of Clear Channel Outdoor Holdings (collectively, the
“Guarantors”) will guarantee the Notes. The Notes will be senior
obligations that rank pari passu in right of payment to all
unsubordinated indebtedness of Clear Channel Worldwide and the
guarantees of the Notes will rank pari passu in right of payment
to all unsubordinated indebtedness of the Guarantors, including
indebtedness owed by CCOI to Clear Channel Communications, Inc., a Texas
corporation and the parent of Clear Channel Outdoor Holdings and Clear
Channel Worldwide (“Clear Channel Communications”).
Clear Channel Worldwide intends to loan the proceeds from the issuance
and sale of the Notes to CCOI, which in turn will use a portion of the
net proceeds to repay approximately $2.0 billion aggregate principal
amount of indebtedness owed to Clear Channel Communications.
The Notes are being offered and sold only to qualified institutional
buyers in an unregistered offering pursuant to Rule 144A under the
Securities Act of 1933, as amended (the “Act”) and to certain non-U.S.
persons in transactions outside the United States in reliance on
Regulation S under the Act. The initial issuance and sale of the Notes
will not be registered under the Act, and the Notes may not be offered
or sold in the United States absent registration or an exemption from
the registration requirements of the Act. This press release does not
constitute an offer to sell, or the solicitation of an offer to buy, the
Notes or any other security and shall not constitute an offer,
solicitation or sale in any jurisdiction in which, or to any person to
whom, such an offer, solicitation or sale is unlawful.
Additional Information
Headquartered in San Antonio, Texas, Clear Channel Outdoor Holdings is a
global leader in the out-of-home advertising industry. Clear Channel
Worldwide, also headquartered in San Antonio, Texas, is an indirect,
wholly-owned subsidiary of Clear Channel Outdoor Holdings that has no
direct operations or operating assets.
Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements based on current
Clear Channel Outdoor Holdings’ management expectations. Those
forward-looking statements include all statements other than those made
solely with respect to historical fact. Examples of such statements in
this press release include, among other matters, the completion of the
proposed offering of the Notes and the intended use of proceeds.
Numerous risks, uncertainties and other factors may cause actual results
to differ materially from those expressed in any forward-looking
statements. Many of the factors that will determine the outcome of the
subject matter of this press release are beyond Clear Channel Outdoor
Holdings’ ability to control or predict. Clear Channel Outdoor Holdings
does not undertake any obligation to revise or update any
forward-looking statements, or to make any other forward-looking
statements, whether as a result of new information, future events or
otherwise.
Clear Channel Outdoor Holdings, Inc.
Corporate Communications,
210-832-3348